The Registrar of Companies, Pune passed an adjudication order under Section 454 of the Companies Act, 2013 against Innoctive Technologies Private Limited and its directors for violation of Section 117(1) relating to delayed filing of Form MGT-14. The company had passed a Special Resolution on 27.01.2022 but failed to file the resolution along with the explanatory statement in e-Form MGT-14 within the prescribed 30-day period. The form was required to be filed on or before 25.02.2022 but was actually filed on 06.04.2022, resulting in a delay of 40 days. The company and directors voluntarily filed a suo motu application admitting the default and submitted that the lapse was procedural, unintentional, and without mala fide intent. They also sought the benefit of Section 446B on the ground that the company qualified as a small company and recognized start-up. The ROC accepted applicability of Section 446B and imposed reduced penalties of Rs. 7,000 each on the company and officers in default.
GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
ROC Pune
PCNTDA Green Building, BLOCK A, 1st & 2nd Floor , Near Akurdi Railway Station, Akurdi, Pune, Maharashtra, India,
411044
Phone: 020-27651375,020-27651378
E-mail: roc.pune@mca.gov.in
Order ID: PO/ADJ/05-2026/PU/02112 Dated: 08/05/2026
ORDER FOR ADJUDICATION OF PENALTY UNDER SECTION 454 OF THE COMPANIES ACT, 2013 (‘THE ACT’) FOR VIOLATION OF SECTION 117(2) OF THE COMPANIES ACT, 2013.
A. Appointment of Adjudicating Officer:
Ministry of Corporate Affairs vide its Gazette notification number S.O. 831(E) dated 24/03/2015 appointed undersigned as Adjudicating Officer in exercise of the powers conferred by section 454 of the Companies Act, 2013 [herein after known as Act] read with Companies (Adjudication of Penalties) Rules, 2014 for adjudging penalties under the provisions of this Act.
B. Company details:
In the matter relating to INNOCTIVE TECHNOLOGIES PRIVATE LIMITED [herein after known as Company] bearing CIN U72900PN2017PTC171480, is a company registered with this office under the Provisions of the Companies Act, 2013/1956 having its registered office situated at S. NO. 232/1, WING NO. A1 LALWANI VASTU, SAKORE NGR. NA PUNE PUNE MAHARASHTRA INDIA 411014
Individual details:
In the matter relating to VIDYADHAR SHINDE ——
In the matter relating to RAJU SALVE ——
In the matter relating to DEEPESH KURUPPATH ——
C. Provisions of the Act:
(2) If any company fails to file the resolution or the agreement under sub-section (1) before the expiry of the period specified therein, such company shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of two lakh rupees and every officer of the company who is in default including liquidator of the company, if any, shall be liable to a penalty of ten thousand rupees and in case of continuing failure, with a further penalty of one hundred rupees for each day after the first during which such failure continues, subject to a maximum of fifty thousand rupees.
D. Facts about the case:
1. Default committed by the officers in default/noticee – The company has filed a suo-motto application u/s 454 of the Companies Act, 2013 for adjudication of default made under section 117 of the Companies Act, 2013. Section 117(1) of the Act requires that copy of every resolution or any agreement, in respect of matters specified in sub-section (3) together with the explanatory statement under section 102, if any, annexed to the notice calling the meeting in which the resolution is proposed, shall be filed with the Registrar within thirty days of the passing or making thereof.
However, the company in its application submits that the Company failed to file the Special Resolution along with the Explanatory Statement in e-Form MGT-14 to the Registrar of Companies, as required under Section 117 of the Companies Act, 2013, within 30 days from the date of passing the Special Resolution. The company had passed a Special Resolution on 27.01.2022 thereby requiring to file the Form MGT-14 with Registrar on or before 25.02.2022. However, the company filed the form MGT-14 on 06.04.2022 with a delay of 40 days.
Hence, there is violation of section 117(1) of the Companies Act, 2013 and the company and director who are in default are liable for penal action u/s 117(2) of the Companies Act, 2013.
2. Adjudicating Officer is also of the view that the e-hearing is not required in the instant case.
E. Order:
1. A. The company and the directors have suo-moto filed an application seeking adjudication of penalty u/s 454 of the Companies Act, 2013 for violation of Section 117 (1) of the Act. Accordingly, an adjudication notice was issued to the company and officers in default, who, pursuant to the notice, have submitted their replies through email.
B. In the replies, the noticees have submitted that the company has voluntarily filed a suo moto application wherein the company has admitted and accepted the defaults committed which were purely procedural and unintentional without any mala fide intention or element of fraud. It has been further submitted by the company that the company qualified as a small company within the meaning of the provisions of the Companies Act, 2013 and also duly recognized as a start-up. Accordingly, the company and the officers in default have prayed for benefit of Section 446B of the Act.
C. On perusal of the replies by the company and the officers in default, it is observed that the company was duly recognized as a start-up by the Department of Promotion of Industry and Internal Trade (DPIIT). Thus, provision of Section 446B of the Act is applicable in the instant case.
D. Now, in exercise of the powers conferred on the undersigned vide Notification dated 24th March 2015 and having considered the replies submitted in response to the notice issued, I hereby impose the penalty on the officers in default for violation of 117 (1) of the Act punishable under section 117 (2) of the Act as under.
2. The details of penalty imposed on the company, officers in default and others are shown in the table below:
| (A) | Name of person on whom penalty imposed (B) | Rectification of Default required
(C) |
Penalty Amount
(D) |
Additional Penalty (E) (*Per day of continuing default i.e. date of rectification of default less order issue date) | Maximum limit for Penalty (F) |
| 1 | INNOCTIVE TECHNOLOGIES PRIVATE LIMITED having CIN as U72900PN2017P TC171480 | 7000 | 0 | 200000 | |
| 2 | VIDYADHAR SHINDE having DIN as 02418420 | 7000 | 0 | 50000 | |
| 3 | RAJU SALVE having DIN as
02437002 |
7000 | 0 | 50000 | |
| 4 | DEEPESH KURUPPATH having PAN as AJBPK0326P | 7000 | 0 | 0 |
3. The notified officers in default/noticee shall rectify the default mentioned above and pay the penalty, so applicable within 90 days of receipt of the order.
4. The notified officers in default/noticee shall pay the penalty amount via ‘e-Adjudication’ facility which can be accessed through the respective login IDs on the website of Ministry of Corporate Affairs and upload the copy of paid challan / SRN of e-filing (if applicable) on the ‘e-Adjudication’ portal itself. It is also directed that the penalty so imposed upon the officers in default shall be paid from their personal sources/income.
5. Appeal against this order may be filed in writing with the Regional Director, RD Navi Mumbai within a period of sixty days from the date of receipt of this order, in Form ADJ setting for the grounds of appeal and shall be accompanied by a certified copy of this order [Section 454 (5) & 454 (6) of the Act, read with Companies (Adjudication of Penalties) Rules, 2014].
6. For penal consequences of non-payment of penalty within the prescribed time limit, please refer Section 454(8) of the Companies Act, 2013.
Parvez Naikwadi,
Registrar of Companies
ROC Pune
